H&E EQUIPMENT SERVICES, INC. 5.6250% Senior Notes due 2025 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 22nd, 2017 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • New York
CHECK HERE IF YOU ARE A BROKER-DEALER AND WISH TO RECEIVE 10 ADDITIONAL COPIES OF THE PROSPECTUS AND 10 COPIES OF ANY AMENDMENTS OR SUPPLEMENTS THERETO.
H&E EQUIPMENT SERVICES, INC., GREAT NORTHERN EQUIPMENT, INC., and H&E EQUIPMENT SERVICES (CALIFORNIA), LLC as Borrowers, THE OTHER CREDIT PARTIES SIGNATORY HERETO, as Credit Parties, THE LENDERS SIGNATORY HERETO FROM TIME TO TIME, as Lenders GENERAL...Credit Agreement • August 3rd, 2010 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • New York
THIRD AMENDED AND RESTATED CREDIT AGREEMENT, dated as of July 29, 2010 (as amended, supplemented, amended and restated or otherwise modified from time to time, this “Agreement”), among H&E EQUIPMENT SERVICES, INC., a Delaware corporation (“H&E Delaware”), GREAT NORTHERN EQUIPMENT, INC., a Montana corporation (“Great Northern”), H&E EQUIPMENT SERVICES (CALIFORNIA), LLC, a Delaware limited liability company (“H&E California”, and together with H&E Delaware and Great Northern, each a “Borrower” and collectively and jointly and severally, the “Borrowers”), the other Credit Parties signatory hereto, GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself as Lender, as Agent for the Lenders and the other Lenders signatory hereto from time to time, BANK OF AMERICA, N.A., as Co-Syndication Agent and Documentation Agent, and WELLS FARGO CAPITAL FINANCE, LLC, as Co-Syndication Agent.
10,937,500 Shares of H&E Equipment Services, Inc. Common Stock, par value $0.01 per share UNDERWRITING AGREEMENTUnderwriting Agreement • February 3rd, 2006 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • New York
FIFTH AMENDED AND RESTATED CREDIT AGREEMENT by and amongCredit Agreement • December 27th, 2017 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • New York
SIXTH AMENDED AND RESTATED CREDIT AGREEMENT by and among WELLS FARGO BANK, NATIONAL ASSOCIATION, as Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, BANK OF AMERICA, N.A., and JPMORGAN CHASE BANK, N.A., as Joint Lead Arrangers, WELLS FARGO BANK,...Credit Agreement • February 22nd, 2023 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • New York
AGREEMENT AND PLAN OF MERGER by and among H&E EQUIPMENT SERVICES, INC. NEFF CORPORATION, AND YELLOW IRON MERGER CO. Dated as of July 14, 2017Agreement and Plan of Merger • July 14th, 2017 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • New York
AGREEMENT AND PLAN OF MERGER, dated as of July 14, 2017 (this “Agreement”), by and among H&E Equipment Services, Inc., a Delaware corporation (“Parent”), Neff Corporation, a Delaware corporation (“Company”), and Yellow Iron Merger Co., a Delaware corporation and a direct, wholly owned subsidiary of Parent (“Merger Sub”). Capitalized terms used and not otherwise defined herein have the meanings set forth in Article IX below.
EXCHANGE AND TERMINATION AGREEMENTExchange and Termination Agreement • July 14th, 2017 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • Delaware
This Exchange and Termination Agreement (this “Agreement”), is entered into as of July 14, 2017, by and among H&E Equipment Services, Inc., a Delaware corporation (“Parent”), Wayzata Opportunities Fund II, L.P. (“Opportunities Fund”), Wayzata Opportunities Fund Offshore II, L.P. (“Opportunities Fund Offshore” and, together with Opportunities Fund, the “Stockholders” and each individually, a “Stockholder”), Neff Corporation (“Company”), and Neff Holdings LLC (“Holdings”). The parties to this Agreement are referred to herein as the “Parties” or, each individually, a “Party.” Any capitalized terms used but not defined herein shall have the meanings set forth in the Agreement and Plan of Merger (the “Merger Agreement”), dated as of the date hereof, by and among Parent, Company, and Yellow Iron Merger Co., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), as the Merger Agreement is in effect on the date hereof.
SUPPORT AGREEMENTSupport Agreement • July 14th, 2017 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • Delaware
This Support Agreement (this “Agreement”) is entered into as of July 14, 2017, by and among (a) H&E Equipment Services, Inc., a Delaware corporation (“Parent”), and (b)(i) Wayzata Opportunities Fund II, L.P. (“Opportunities Fund”) and (ii) Wayzata Opportunities Fund Offshore II, L.P. (“Opportunities Fund Offshore” and, together with Opportunities Fund, the “Stockholders” and each individually, a “Stockholder”). Defined terms used but not defined herein shall have the meanings set forth in the Agreement and Plan of Merger (the “Merger Agreement”), dated as of the date hereof, by and among Parent, Neff Corporation (the “Company”), and Yellow Iron Merger Co., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), as the Merger Agreement is in effect on the date hereof.
H&E EQUIPMENT SERVICES, INC., GREAT NORTHERN EQUIPMENT, INC., and H&E EQUIPMENT SERVICES (CALIFORNIA), LLC as Borrowers, THE OTHER CREDIT PARTIES SIGNATORY HERETO, as Credit Parties, THE LENDERS SIGNATORY HERETO FROM TIME TO TIME, as Lenders GENERAL...Credit Agreement • May 23rd, 2014 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • New York
FOURTH AMENDED AND RESTATED CREDIT AGREEMENT, dated as of May 21, 2014 (as amended, supplemented, amended and restated or otherwise modified from time to time, this “Agreement”), among H&E EQUIPMENT SERVICES, INC., a Delaware corporation (“H&E Delaware”), GREAT NORTHERN EQUIPMENT, INC., a Montana corporation (“Great Northern”), H&E EQUIPMENT SERVICES (CALIFORNIA), LLC, a Delaware limited liability company (“H&E California”, and together with H&E Delaware and Great Northern, each a “Borrower” and collectively and jointly and severally, the “Borrowers”), the other Credit Parties signatory hereto, GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself as Lender, as Agent for the Lenders and the other Lenders signatory hereto from time to time, BANK OF AMERICA, N.A., as Co-Syndication Agent and Documentation Agent, WELLS FARGO CAPITAL FINANCE, LLC, as Co-Syndication Agent, and DEUTSCHE BANK SECURITIES INC. as Joint Lead Arranger
RESTRICTIVE COVENANT AGREEMENTRestrictive Covenant Agreement • April 26th, 2022 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • Delaware
In consideration of continued at-will employment with H&E Equipment Services, Inc., a Delaware corporation (the “Company”), continued access to Confidential Information, as the term is defined below, during such employment, and for other valuable consideration the sufficiency of which is hereby acknowledged, intending to be legally bound, John Engquist (the “Executive”) agrees to the terms and conditions set forth in this Restrictive Covenant Agreement (this “Agreement”).
EXCHANGE AND TERMINATION AGREEMENTExchange and Termination Agreement • July 14th, 2017 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • Delaware
This Exchange and Termination Agreement (this “Agreement”), is entered into as of July 14, 2017, by and among H&E Equipment Services, Inc., a Delaware corporation (“Parent”), Neff Corporation (“Company”), Neff Holdings LLC (“Holdings”), the holders of LLC Options (the “LLC Optionholders”) and Mark Irion (the “Management Representative”). The parties to this Agreement are referred to herein as the “Parties” or, each individually, a “Party.” Any capitalized terms used but not defined herein shall have the meanings set forth in the Agreement and Plan of Merger (the “Merger Agreement”), dated as of the date hereof, by and among Parent, Company, and Yellow Iron Merger Co., a Delaware corporation and wholly owned subsidiary of Parent (“Merger Sub”), as the Merger Agreement is in effect on the date hereof.
H&E EQUIPMENT SERVICES, INC. AND EACH OF THE GUARANTORS PARTY HERETO 5.6250% SENIOR NOTES DUE 2025 INDENTURE Dated as of August 24, 2017 The Bank of New York Mellon Trust Company, N.A. TrusteePaying Agent • August 24th, 2017 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • New York
INDENTURE dated as of August 24, 2017 among H&E Equipment Services, Inc., a Delaware corporation (the “Company”), the Guarantors (as defined below) and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the “Trustee”).
Amended and Restated Registration Rights Agreement dated as of February 3, 2006 (this “Agreement”) among:Registration Rights Agreement • February 3rd, 2006 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • Delaware
H&E EQUIPMENT SERVICES, INC. AND EACH OF THE GUARANTORS PARTY HERETO 7% SENIOR NOTES DUE 2022 INDENTURE Dated as of August 20, 2012 The Bank of New York Mellon Trust Company, N.A. TrusteeH&E Equipment Services, Inc. • August 20th, 2012 • Services-miscellaneous equipment rental & leasing • New York
INDENTURE dated as of August 20, 2012 among H&E Equipment Services, Inc., a Delaware corporation (the “Company”), the Guarantors (as defined) and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the “Trustee”).
H&E EQUIPMENT SERVICES, INC. AND EACH OF THE GUARANTORS PARTY HERETO 3.875% SENIOR NOTES DUE 2028 INDENTURE Dated as of December 14, 2020 The Bank of New York Mellon Trust Company, N.A. TrusteeIndenture • December 16th, 2020 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • New York
INDENTURE dated as of December 14, 2020 among H&E Equipment Services, Inc., a Delaware corporation (the “Company”), the Guarantors (as defined below) and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the “Trustee”).
Amended and Restated Investor Rights Agreement dated as of February 3, 2006 (this “Agreement”) among:Investor Rights Agreement • February 3rd, 2006 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • New York
H&E EQUIPMENT SERVICES, INC., GREAT NORTHERN EQUIPMENT, INC., and H&E EQUIPMENT SERVICES (CALIFORNIA), LLC as Borrowers, THE OTHER CREDIT PARTIES SIGNATORY HERETO, as Credit Parties, THE LENDERS SIGNATORY HERETO FROM TIME TO TIME, as Lenders GENERAL...Credit Agreement • August 8th, 2006 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • New York
AMENDED AND RESTATED CREDIT AGREEMENT, dated as of August 4, 2006 (as amended, supplemented, amended and restated or otherwise modified from time to time, this “Agreement”), among H&E EQUIPMENT SERVICES, INC., a Delaware corporation (“H&E Delaware”), GREAT NORTHERN EQUIPMENT, INC., a Montana corporation (“Great Northern”), H&E EQUIPMENT SERVICES (CALIFORNIA), LLC, a Delaware limited liability company (“H&E California”, and together with H&E Delaware and Great Northern, each a “Borrower” and collectively and jointly and severally, the “Borrowers”), the other Credit Parties signatory hereto, GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GE Capital”), for itself as Lender, as Agent for the Lenders and the other Lenders signatory hereto from time to time and BANK OF AMERICA, N.A., as Syndication Agent and Documentation Agent.
AMENDMENT NO. 2H&E Equipment Services, Inc. • August 10th, 2012 • Services-miscellaneous equipment rental & leasing
This AMENDMENT NO. 2 (this “Amendment”) to the Third Amended and Restated Credit Agreement, dated as of July 29, 2010 (as amended by Amendment No. 1, dated as of February 29, 2012 (the “Original Credit Agreement”), and the Original Credit Agreement is amended hereby and further amended, supplemented, amended and restated or otherwise modified from time to time, the “Credit Agreement”), by and among H&E EQUIPMENT SERVICES, INC., a Delaware corporation (“H&E Delaware”), GREAT NORTHERN EQUIPMENT, INC., a Montana corporation (“Great Northern”), H&E EQUIPMENT SERVICES (CALIFORNIA), LLC, a Delaware limited liability company (“H&E California” and, together with H&E Delaware and Great Northern, each, a “Borrower” and, collectively, the “Borrowers”), the other Credit Parties named therein, the Lenders named therein, GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation, as Agent, BANK OF AMERICA, N.A., as Co-Syndication Agent and Documentation Agent, and WELLS FARGO CAPITAL FINANCE, LLC,
FORM OF RESTRICTED STOCK AWARD AGREEMENT PERSONAL AND CONFIDENTIAL [Date] We are pleased to inform you that on [ ] (the “Grant Date”), pursuant to the H&E Equipment Services, Inc. Amended and Restated 2006 Stock-Based Incentive Compensation Plan (as...H&E Equipment Services, Inc. • November 3rd, 2011 • Services-miscellaneous equipment rental & leasing
This Award is subject to the applicable terms and conditions of the Plan, which are incorporated herein by reference, and in the event of any contradiction, distinction or difference between this letter and the terms of the Plan, the terms of the Plan will control. Unless otherwise stated, all capitalized terms used herein have the meanings set forth in the Plan. By accepting this Award you (i) acknowledge that you have received and read a copy of the Plan and understand its terms and (ii) acknowledge that with respect to this Award and the Restricted Stock, you are bound by the terms of the Plan.
Amendment No. 1 to Agreement and Plan of Merger dated as of August 31, 2007 (this “Amendment”) among:Agreement and Plan of Merger • September 4th, 2007 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing
Supplemental Indenture dated as of June 6, 2006 (this “Supplemental Indenture”) among:Supplemental Indenture • June 7th, 2006 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • New York
Supplemental Indenture dated as of June 6, 2006 (this “Supplemental Indenture”) among:Supplemental Indenture • June 7th, 2006 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • New York
AMENDMENT NO. 1Credit Agreement • November 13th, 2007 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing
This AMENDMENT NO. 1 (this “Amendment”) to the Second Amended and Restated Credit Agreement, dated as of September 1, 2007 (the “Credit Agreement”), by and among H&E EQUIPMENT SERVICES, INC., a Delaware corporation (“H&E Delaware”), GREAT NORTHERN EQUIPMENT, INC., a Montana corporation (“Great Northern”) and H&E EQUIPMENT SERVICES (CALIFORNIA), LLC, a Delaware limited liability company (“H&E California” and together with H&E Delaware and Great Northern, each a “Borrower” and collectively, the “Borrowers”), the other credit parties named therein (the “Credit Parties”), the lenders named therein (the “Lenders”), GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity “GE Capital”) and as agent for the Lenders (in such capacity, the “Agent”), and BANK OF AMERICA, N.A., as syndication agent and documentation agent, is entered into as of November 7, 2007 by and among the Borrowers, the Lenders signatory hereto and Agent. Unless otherwise provided all capital
Supplemental Indenture dated as of February 3, 2006 (this “Supplemental Indenture”) by and among:Supplemental Indenture • February 3rd, 2006 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • New York
SUPPLEMENTAL INDENTURESupplemental Indenture • August 20th, 2012 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • New York
THIS SUPPLEMENTAL INDENTURE, dated as of August 20, 2012 (the “Supplemental Indenture”), is among H&E EQUIPMENT SERVICES, INC., a Delaware corporation (the “Company”), THE SUBSIDIARIES OF THE COMPANY IDENTIFIED ON THE SIGNATURE PAGES HERETO (the “Guarantors”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (formerly known as The Bank of New York Trust Company, N.A.), as trustee (the “Trustee”).
November 29, 2016H&E Equipment Services, Inc. • February 23rd, 2017 • Services-miscellaneous equipment rental & leasing • New York
Reference is made to that certain Fourth Amended and Restated Credit Agreement, dated as of May 21, 2016, (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among H&E Equipment Services, Inc., a Delaware corporation (“H&E Delaware”), Great Northern Equipment, Inc., a Montana corporation (“Great Northern”), H&E Equipment Services (California), LLC, a Delaware limited liability company (“H&E California”, and together with H&E Delaware and Great Northern, each a “Borrower” and collectively and jointly and severally, the “Borrowers”), the other Credit Parties signatory thereto, Wells Fargo Capital Finance, LLC, as “Successor Agent” to General Electric Capital Corporation (“Agent”), the Lenders signatory thereto from time to time and the other parties thereto. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Credit Agreement.
Supplemental Indenture dated as of February 3, 2006 (this “Supplemental Indenture”) by and among:Supplemental Indenture • February 3rd, 2006 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • New York
Amended and Restated Security Holders Agreement dated as of February 3, 2006 (this “Agreement”) among:Security Holders Agreement • February 3rd, 2006 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • Delaware
Agreement and Plan of Merger dated as of , 2006 (this “Agreement”) among:Agreement and Plan of Merger • January 23rd, 2006 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • New York
Now, therefore, in consideration of the premises and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
AMENDMENT NO. 3Credit Agreement • August 20th, 2012 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing
This AMENDMENT NO. 3 (this “Amendment”) to the Third Amended and Restated Credit Agreement, dated as of July 29, 2010 (as amended by Amendment No. 1, dated as of February 29, 2012, and Amendment No. 2, dated as of August 9, 2012 (the “Original Credit Agreement”), and as the Original Credit Agreement is amended hereby and further amended, supplemented, amended and restated or otherwise modified from time to time, the “Credit Agreement”), by and among H&E EQUIPMENT SERVICES, INC., a Delaware corporation (“H&E Delaware”), GREAT NORTHERN EQUIPMENT, INC., a Montana corporation (“Great Northern”), H&E EQUIPMENT SERVICES (CALIFORNIA), LLC, a Delaware limited liability company (“H&E California” and, together with H&E Delaware and Great Northern, each, a “Borrower” and, collectively, the “Borrowers”), the other Credit Parties named therein, the Lenders named therein, GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation, as Agent, BANK OF AMERICA, N.A., as Co-Syndication Agent, Documenta
H&E EQUIPMENT SERVICES, INC. AND EACH OF THE GUARANTORS PARTY HERETO 83/8% SENIOR NOTES DUE 2016 INDENTURE Dated as of August 4, 2006 The Bank of New York Trust Company, N.A. TrusteePaying Agent • August 8th, 2006 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • New York
INDENTURE dated as of August 4, 2006 among H&E Equipment Services, Inc., a Delaware corporation (the “Company”), the Guarantors (as defined) and The Bank of New York Trust Company, N.A., a national banking association, as trustee (the “Trustee”).
AMENDMENT NO. 7H&E Equipment Services, Inc. • November 25th, 2005 • Services-miscellaneous equipment rental & leasing
This AMENDMENT No. 7 dated as of March 31, 2005 (“Amendment No. 7”), is entered into by and among H&E EQUIPMENT SERVICES L.L.C., a Louisiana limited liability company (“H&E”), GREAT NORTHERN EQUIPMENT, INC., a Montana corporation (“Great Northern” and together with H&E, individually a “Borrower” and jointly, severally and collectively, the “Borrowers”), H&E HOLDINGS, L.L.C., a Delaware limited liability company, GNE INVESTMENTS, INC., a Washington corporation and H&E FINANCE CORP., a Delaware corporation, the persons designated as “Lenders” on the signature pages hereto, and GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation, as Agent.
ASSET PURCHASE AGREEMENT BETWEEN MGX EQUIPMENT SERVICES, LLC, THE MANITOWOC COMPANY, INC.Sublease Agreement • July 20th, 2021 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing • Delaware
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is effective as of July 19, 2021 between MGX Equipment Services, LLC, a Delaware limited liability company (“Buyer”), The Manitowoc Company, Inc., a Wisconsin corporation (solely pursuant to Section 11.16 hereto), and H&E Equipment Services, Inc., a Delaware corporation (“Seller”). Capitalized terms used but not otherwise defined in this Agreement shall have the meaning set forth in Section 11.17.
FIRST AMENDMENT TO FIFTH AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • February 4th, 2019 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing
This FIRST AMENDMENT TO FIFTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is dated as of February 1, 2019, by and among:
SECOND AMENDMENT TO FIFTH AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • November 2nd, 2021 • H&E Equipment Services, Inc. • Services-miscellaneous equipment rental & leasing
This SECOND AMENDMENT TO FIFTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is dated as of September 14, 2021, by and among:
